Exhibit 3.5
Business Number C30222 - 1998 Filed in the Office of Secretary of State State Of Nevada Filing Number 20243855737 Filed On 2/26/2024 3:00:00 PM Number of Pages 4
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Exchange /Me rger: Owner's approval (NRS 92A . 200) (options a, b or c must be used for each entity ) D A. Owner's approval was not required from the: D Acquired/merging D Acquiring/surviving D B. The plan was approved by the required consent of the owners of: D Acquired/merging D Acquiring/surviving D C . Approval of plan of exchange for Nevada non - profit corporation (NRS 92A.160 ): Non - profit Corporations only: The plan of exchange / merger has been approved by the directors of the corporation and by each public officer or other person whose approval of the plan of merger is required by the articles of incorporation of the domestic corporation. D Acquired/merg i ng D Acquiring/surviving l Name of acquired / merging entity Name of acquiring/surviving entity 4. Approval Continued: ( If more than one entity being acquired or merging please attach additional approval page .) Exchange /Me rger : Owner's approval (NRS 92A.200) (options a , b or c must be used for each entity ) D A. Owner's approval was not required from the: D Acquired/merging D Acquiring/surviving D B . The plan was approved by the required consent of the owners of: D Acquired/merging D Acquiring/surviving D C . Approval of plan of exchange for Nevada non - profit corporation (NRS 92A.160): Non - profit Corporations only: The plan of exchange/merger has been approved by the directors of the corporation and by each public officer or other person whose approval of the plan of merger is required by the articles of incorporation of the domestic corporation. D Acquired/merging D Acquiring/surviving I j Name of acquired/merging entity Name of acquiring/surviving entity 4. Approval Continued: {If more than one entity being acquired or merging please attach additional approval page.) DocuSign Envelope ID: 796C3520 - C0DD - 4890 - 8E81 - 57C859A5 3FC5 t - KAN(;l:S(;O V. AuUILAK Secretary of State 401 North Carson Street Carson City, Nevada 89701 - 4201 (775) 684 - 5708 Website: www.nvsos.gov www.nvsilverflume. ov ABOVE SPACE IS FOR OFFICE USE ONLY Articles of Conversion/Exchange/Merger NRS 92A.200 and 92A.205 This filing completes the following: D Conversion D Exchange ® Merger TYPE OR PRINT· USE DARK INK ONLY - DO NOT HIGHLIGHT * corporation, limited partnership, limited - liability limited partnersh ip, limited - liability company or business trust. Page 2 of 4 Revised: 8/1/2023
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DocuS i gn Envelope ID: 796C3520·C0DD - 4890·8E81 - 57C859A53FC5 l' - KANc.;1::;c;u V. AuUILAK Secretary of State 401 North Carson Street Carson City, Nevada 89701 - 4201 (775) 684 - 5708 Website : www.nvsos.gov www.nvsilverflume.gov Articles of Conversion/Exchange/Merger NRS 92A.200 and 91A . 205 6.Forwarding Address for Service Country Name of Process : Care of: (Conversion and Mergers only, if resulting/surviving entity is foreign) State Zip/Postal Code City Address Article I of the Articles of Incorporation shall be amended to read: "The name of the corporation s hall be BioRegenx, In c. 7. Amendment, if any, to the articles or certificate of the surviving entity. (NRS 92A.200): (Merger only) •• '* Amended and restated articles may be attached as an exhibit or integrated into the articles of merger. Please entitle them "Restated" or "Amended and Restated," accordingly. The form to accompany restated artic l es prescribed by the secretary of state must accompany the amended and/or restated articles. Pursuant to NRS 92 A . 180 (merger of subsidiary into parent - Nevada parent owning 90 % or more of subsidiary), the articles of merger may not contain amendments to the consti t uent documents of the surviving entity except that the name of the surviving entity may be changed . Exchange : D The undersigned declares that a plan of exchange has been adopted by each constituent entity (NRS 92A.200). Merger: (Select one box) 18'.1 The undersigned declares that a plan of merger has been adopted by each constituent entity (NRS 92A.200). Ƒ The undersigned declares that a plan of merger has been adopted by the parent domestic entity (NRS 92A.180). 8 . Declaration : (Exchange and Merger only) D Conversion : A plan of conversion has been adopted by the constituent entity in compliance with the law of the jurisdiction governing the constituent entity. Signatures - must be signed by: 1. If constituent entity is a Nevada entity: an officer of each Nevada corporation; all general partners of each Nevada limited partnership or limited - liability limited partnership; a manager of each Nevada limited - liability company with managers o r one member if there are no managers; a trustee of each Nevada business trust; a managing partner of a Nevada limited - liability partnership (a.k.a. general partnership governed by NRS chapter 87). 2. If constituent entity is a foreign entity: must be signed by the constituent entity in the manner provided by the l aw governing it. I I Name of constituent entity 9 . Signature Statement : (Required) Form will be returned if unsigned. This form must be accompanied by appropriate fees. Page 3 of 4 Revised: 8/112023
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DocuSign Envelope ID : 7 96C3520 - C0DD - 4890 - 8E81 - 57C859A53FCS t - t<AN(.;l:S(.;0 V. A<.;UILAt< Secretary of State 401 North Carson Street Carson City, Nevada 89701 - 4201 (775) 684 - 5708 Website: www.nvsos.gov www nvsilverflume gov Articles of Conversion/Exchange/Merger NRS 92A.200 and 91A.205 Ƒ Exchange : Signatures - Must be signed by: An officer of each Nevada corporation ; All general partners of each Nevada limited partnership; All general partners of each Nevada limited - liab i lity limited partnership ; A manager of each Nevada l imited - liability company with managers or a member if there are no Managers; A trustee of each Nevada business trust (NRS 92A.230) Unless otherwise provided in the certificate of trust or governing instrument of a business trust, an exchange must be approved by all the trustees and beneficial owners of each business trust that is a constituent entity in the exchange . The articles of exchange must be signed by each foreign constituent entity in the manner provided by the law governing it (NRS 92A . 23D) . Additional signature blocks may be added to this page or as an attachment, as needed. 9. Signature Statement Continued: (Required) !RI Merger: Signatures - Must be signed by: An officer of each Nevada corporation; All general partners of each Nevada limited partnership ; All general partners of each Nevada limited - liability limited partnership; A manager of each Nevada limited - liability company with managers or one member if there are no managers ; A trustee of each Nevada business trust (NRS 92A.230). The articles of merger must be signed by each foreign constituent entity in the manner provided by the law governing it (NRS 92A.230). Additional signature blocks may be added to this page or as an attachment , as needed. I I BioRegenx , Inc. 10. Signature(s): (Required) 2/23/24 CEO Name of acquired/merging entity X - -- w ,! Signature (Exchange/Merger) Title Date If more than one entity being acquired or merging please attach additional page of informaiton and signatu r es . I I Find it , Inc . 2/23/24 Date Name of acquiring/surviving entity X ! ;:,, CEO Signature (Exchange/Merger) Title Date X Signature of Constituent Entity (Conversion) Tltle Please include any required or optional information in space below: (attach additional page(s) i f necessary ) Form will be returned if uns i gned . This form must be accompan i ed by appropriate fees . Page 4 of 4 Re vi s ed : 8 1 112023
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